Common use of Royalty Rates Clause in Contracts

Royalty Rates. As further consideration for the rights granted to VYNE under this Agreement, subject to the remainder of this Section 8.3, during the Royalty Term, VYNE shall make quarterly, non-refundable, except as set forth in Section 8.8, non-creditable royalty payments to Tay on the annual Net Sales of all Products sold by or on behalf of VYNE, its Affiliates or Sublicensees in the Territory at the applicable rate set forth in the table below. Solely for the purpose of calculating the applicable royalty rate set forth in the table below, “Products” shall be deemed to include both Products as defined herein and “Products” as defined in the Topical License Agreement, which are subject to royalties thereunder at the same tiered royalty rates. By way of example only, if in a given Calendar Year, there are aggregate Net Sales of Products (as defined hereunder) of [***] and aggregate Net Sales of Products (as defined in the Topical License Agreement) of [***], then the royalty rate of [***] shall attach to the portion of such combined Net Sales under [***] and the royalty rate of [***] shall attach to the portion of such combined Net Sales greater than [***]. For clarity, no royalties shall be payable by VYNE hereunder on Net Sales of Products (as defined in the Topical License Agreement), and payment of such royalties is governed solely by the Topical License Agreement. [***] [***] [***] [***] [***] 10% In the event that a permitted reduction under Section 8.3.3(a) and/or Section 8.3.3(b) applies, then the applicable royalty rate(s) for the portion of the Net Sales subject to the reduction shall be determined based on the overall proportion of combined Net Sales of Products in each royalty tier above during the applicable Calendar Year. [***]

Royalty Rates. As further consideration for the rights granted to VYNE under this Agreement, subject Subject to the remainder other terms of this Section 8.35.4, on a Product-by-Product basis, during the Royalty TermTerm for a given Product in a given country in the Royalty Bearing Territory, VYNE Merck shall make quarterlymake, non-refundableon a Calendar Year basis, except as set forth in Section 8.8, non-creditable royalty payments to Tay NewLink on the annual Product Net Sales of all Products sold by or on behalf of VYNE, its Affiliates or Sublicensees such Product in the Territory a given Calendar Year in such countries at the applicable rate set forth in the table below. Solely for the purpose of calculating the applicable royalty rate set forth below (which royalty rates shall be different for the Current Product and for any other Product as set forth below). For clarity, the royalties (and royalty tiers) shall be calculated separately on a Product-by-Product basis. Portion of annual Product Net Sales for a given Product in the table below, “Products” shall be deemed to include both Products as defined herein and “Products” as defined applicable countries in the Topical License Agreement, which are subject Royalty Bearing Territory up to royalties thereunder at the same tiered royalty rates. By way of example only, if and including $[**] in a given Calendar YearYear [**]% [**] = Certain confidential information contained in this document, there are aggregate marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. Portion of annual Product Net Sales of Products (as defined hereunder) of for a given Product in the applicable countries in the Royalty Bearing Territory greater than $[***] and aggregate Net Sales of Products (as defined in the Topical License Agreement) of less than or equal to $[***], then the royalty rate of ] in a given Calendar Year [***] shall attach to the portion ]% Portion of such combined annual Product Net Sales under for a given Product in the applicable countries in the Royalty Bearing Territory greater than $[***] and the royalty rate of less than or equal to $[***] shall attach to the portion of such combined Net Sales greater than in a given Calendar Year [**]% Portion of annual Product Net Sales for a given Product in the applicable countries in the Royalty Bearing Territory greater than $[**] in a given Calendar Year [**]. % Portion of annual Product Net Sales for a given Product in the applicable countries in the Royalty Bearing Territory up to and including $[**] in a given Calendar Year [**]% Portion of annual Product Net Sales for a given Product in the applicable countries in the Royalty Bearing Territory greater than $[**] and less than or equal to $[**] in a given Calendar Year [**]% Portion of annual Product Net Sales for a given Product in the applicable countries in the Royalty Bearing Territory greater than $[**] and less than or equal to $[**] in a given Calendar Year [**]% Portion of annual Product Net Sales for a given Product in the applicable countries in the Royalty Bearing Territory greater than $[**] in a given Calendar Year [**]% For clarity, (i) if no royalties shall be royalty is payable by VYNE hereunder on a given unit of Product (e.g., following the Royalty Term for such Product in a given country or sales of a given Product outside of the Royalty Bearing Territory), then the Product Net Sales of Products such unit of Product shall not be included for purposes of determining the foregoing royalty tiers and (as defined in the Topical License Agreement), and payment ii) Product Net Sales of such royalties is governed solely by the Topical License Agreement. a given Product will not be combined with [***] [***] [***] [***] [***] 10% In = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the event that a permitted reduction under Section 8.3.3(a) and/or Section 8.3.3(b) applies, then the applicable royalty rate(s) for the portion Securities and Exchange Commission pursuant to Rule 24b-2 of the Net Sales subject to the reduction shall be determined based on the overall proportion Securities Exchange Act of combined 1934, as amended. Product Net Sales of Products in each any other Product for purposes of determining the foregoing royalty tier above during the applicable Calendar Year. [***]tiers.

Royalty Rates. As In further consideration for the licenses and other rights granted to VYNE under this AgreementAcadia herein by Stoke, subject to the remainder of this Section 8.39.3(c), during the Royalty Term, VYNE Acadia shall make quarterly, quarterly non-refundable, except as set forth in Section 8.8, non-creditable royalty payments to Tay Stoke on the annual aggregate Net Sales of all Products Sales, on a [***] Licensed Product-by-[***] Licensed Product basis, sold by or on behalf of VYNE, its Affiliates or Sublicensees in the Territory at the applicable rate set forth in the table below. Solely for the purpose of calculating a given Calendar Year, calculated by multiplying the applicable royalty rate set forth below by such Net Sales. The applicable royalty rates set forth in the table below, “Products” shall be deemed below will apply only to include both Products as defined herein and “Products” as defined in that portion of the Topical License Agreement, which are subject to royalties thereunder at the same tiered royalty rates. By way of example only, if in Net Sales during a given Calendar Year, there are aggregate Year that falls within the indicated range. Net Sales of Products (as defined hereunder) each [***] Licensed Product throughout the Territory will be aggregated for purposes of determining the royalty tiers and royalties, provided that if no royalty is payable on a given unit of [***] and aggregate Net Sales Licensed Product (i.e., following the expiration of Products (as defined in the Topical License Agreement) of [***]] Royalty Term for such [***] Licensed Product in a given country), then the royalty rate Net Sales of such unit of [***] Licensed Product shall attach to the portion of such combined not be included in Net Sales under [***] and for purposes of determining the royalty rate tiers and royalties due hereunder. All royalty payments, and associated reports, shall be made in accordance with Section 9.7(c). Portion of [***] shall attach to the portion of such combined Net Sales greater in a given Calendar Year less than [***]. For clarity, no royalties shall be payable by VYNE hereunder on Net Sales of Products (as defined in the Topical License Agreement), and payment of such royalties is governed solely by the Topical License Agreement. or equal to [***] [***] Portion of Net Sales in a given Calendar Year greater than [***] but less than or equal to [***] [***] Portion of Net Sales in a given Calendar Year greater than [***] 10% In the event that a permitted reduction under Section 8.3.3(a) and/or Section 8.3.3(b) applies, then the applicable royalty rate(s) for the portion but less than or equal to [***] [***] Portion of the Net Sales subject to the reduction shall be determined based on the overall proportion of combined Net Sales of Products in each royalty tier above during the applicable a given Calendar Year. Year greater than [***] [***]

Royalty Rates. As further consideration for the rights granted to VYNE under this Agreement, subject Subject to the remainder terms of this Section 8.37.5, Qilu shall pay to Arbutus tiered royalties on Annual Net Sales in a given Calendar Year as provided below. Royalties shall be payable on a Licensed Product-by-Licensed Product and Relevant Region-by-Relevant Region basis during the applicable Royalty Term. For clarity, VYNE shall make quarterly, non-refundable, except as the royalties (and royalty tiers) set forth in Section 8.8, non-creditable royalty payments to Tay below shall be calculated on the annual an aggregate basis based on Net Sales of all Licensed Products sold by or on behalf of VYNE, its Affiliates or Sublicensees in the Territory at the applicable rate set forth in the table belowa Calendar Year. Solely for the purpose Portion of calculating the applicable royalty rate set forth in the table below, “Products” shall be deemed to include both Products as defined herein and “Products” as defined in the Topical License Agreement, which are subject to royalties thereunder at the same tiered royalty rates. By way of example only, if Annual Net Sales in a given Calendar Year, there are aggregate Net Sales of Products (as defined hereunder) of [***] Year above $0 and aggregate Net Sales of Products (as defined in the Topical License Agreement) of [***], then the royalty rate of [***] shall attach up to the portion of such combined Net Sales under [***] and the royalty rate of [***] shall attach to the portion of such combined Net Sales greater than [***]. For clarity, no royalties shall be payable by VYNE hereunder on Net Sales of Products (as defined in the Topical License Agreement), and payment of such royalties is governed solely by the Topical License Agreement. including $[***] [***]% Portion of Annual Net Sales in a given Calendar Year greater than $[***] up to and including $[***] [***]% Portion of Annual Net Sales in a given Calendar Year greater than $[***] up to and including $[***] [***] 10]% In the event that a permitted reduction under Section 8.3.3(a) and/or Section 8.3.3(b) applies, then the applicable royalty rate(s) for the portion Portion of the Annual Net Sales subject to the reduction shall be determined based on the overall proportion of combined Net Sales of Products in each royalty tier above during the applicable a given Calendar Year. Year greater than $[***]up to and including $[***] [***]% Portion of Annual Net Sales in a given Calendar Year greater than $[***] [***]% The applicable royalty rate set forth in the table above will apply only to that portion of the Annual Net Sales during a given Calendar Year that falls within the indicated range. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY “[***]”, HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL

Royalty Rates. As further consideration for the rights granted to VYNE under this Agreement, BioCryst hereunder and subject to the remainder of this Section 8.35.4 (Royalties), with respect to each Calendar Quarter during the Royalty TermTerm applicable to the Covered Product, VYNE BioCryst shall make quarterly, non-refundable, except as set forth in Section 8.8, non-creditable royalty payments pay to Tay Clearside royalties on the annual Net Sales of all Products sold the Covered Product by or on behalf of VYNEBioCryst, its Affiliates or and Sublicensees in the Territory at the applicable rate set forth in the table below. Solely for the purpose of calculating Territory, as calculated by multiplying the applicable royalty rate set forth in by the table below, “Products” shall be deemed to include both Products as defined herein and “Products” as defined in the Topical License Agreement, which are subject to royalties thereunder at the same tiered royalty rates. By way corresponding amount of example only, if in a given Calendar Year, there are aggregate incremental Net Sales of Products (the Covered Product in the Territory in such Calendar Quarter, as defined hereunder) follows: For that portion of [***] and aggregate Net Sales of Products (as defined the Covered Product in the Topical License Agreement) of [***], then the royalty rate of [***] shall attach each Calendar Year less than or equal to the portion of such combined Net Sales under [***] and the royalty rate of [***] shall attach to the portion of such combined Net Sales greater than [***]. For clarity, no royalties shall be payable by VYNE hereunder on Net Sales of Products (as defined in the Topical License Agreement), and payment of such royalties is governed solely by the Topical License Agreement. $[***] [***] Percent ([***]%) For that portion of Net Sales of the Covered Product in each Calendar Year greater than $[***] but less than or equal to $[***] [***] Percent ([***]%) For that portion of Net Sales of the Covered Product in each Calendar Year greater than $1,500,000,000 [***] 10% In the event that a permitted reduction under Section 8.3.3(a) and/or Section 8.3.3(b) applies, then the applicable royalty rate(s) for the portion of the Net Sales subject to the reduction shall be determined based on the overall proportion of combined Net Sales of Products in each royalty tier above during the applicable Calendar Year. Percent ([***]%) BioCryst will have no obligation to pay any royalty with respect to Net Sales of the Covered Product in any country after the Royalty Term for the Covered Product in such country has expired. Following the expiration of the Royalty Term for the Covered Product in a country, the license grants in Section 2.1 (License Grant) will become fully-paid, royalty-free, perpetual and irrevocable for the Covered Product in such country, and no further royalties will be payable. For clarity, no royalties are due on Net Sales of the Covered Product arising from compassionate use and other programs providing for the delivery of the Covered Product at or below cost.

Royalty Rates. As In further consideration for the licenses and other rights granted to VYNE under this Agreementthe Primary Party herein by the Opt-Out Party, subject to the remainder of this Section 8.39.5(a), during the Royalty Term, VYNE Primary Party shall make quarterly, quarterly non-refundable, except as set forth in Section 8.8, non-creditable royalty payments to Tay the Opt-Out Party on the annual aggregate Net Sales of all Products Sales, on a SYNGAP1 Opt-Out Product-by-SYNGAP1 Opt-Out Product basis, sold by or on behalf of VYNE, its Affiliates or Sublicensees in the Territory at the applicable rate set forth in the table below. Solely for the purpose of calculating a given Calendar Year, calculated by multiplying the applicable royalty rate set forth below by such Net Sales. The applicable royalty rates set forth in the table belowbelow will apply only to that portion of the Net Sales during a given Calendar Year that falls within the indicated range. Net Sales of each SYNGAP1 Opt-Out Product throughout the Territory will be aggregated for purposes of determining the royalty tiers and royalties, “Products” provided that if no royalty is payable on a given unit of SYNGAP1 Opt-Out Product (i.e., following the expiration of the SYNGAP1 Royalty Term for such SYNGAP1 Opt-Out Product in a given country), then the Net Sales of such unit of SYNGAP1 Opt-Out Product shall not be included in Net Sales for purposes of determining the royalty tiers and royalties due hereunder. All royalty payments, and associated reports, shall be deemed to include both Products as defined herein and “Products” as defined made in the Topical License Agreement, which are subject to royalties thereunder at the same tiered royalty rates. By way of example onlyaccordance with Section 9.7(c). (i) For each SYNGAP1 Opt-Out Product, if the Opt-Out Party provided a Development Opt-Out Notice on or after the Initiation of the first Phase I/II Clinical Trial for such SYNGAP1 Co-Co Product, and prior to the Initiation of the first Phase III Clinical Trial for such SYNGAP1 Co-Co Product: Portion of Net Sales in a given Calendar Year, there are aggregate Net Sales of Products (as defined hereunder) of [***] and aggregate Net Sales of Products (as defined in the Topical License Agreement) of [***], then the royalty rate of [***] shall attach Year less than or equal to the portion of such combined Net Sales under [***] and the royalty rate of [***] shall attach to the portion of such combined Net Sales greater than [***]. For clarity, no royalties shall be payable by VYNE hereunder on Net Sales of Products (as defined in the Topical License Agreement), and payment of such royalties is governed solely by the Topical License Agreement. [***] [***] Portion of Net Sales in a given Calendar Year greater than [***] but less than or equal to [***] [***] Portion of Net Sales in a given Calendar Year greater than [***] 10% In the event that a permitted reduction under Section 8.3.3(a) and/or Section 8.3.3(b) applies, then the applicable royalty rate(s) for the portion but less than or equal to [***] [***] Portion of the Net Sales subject to the reduction shall be determined based on the overall proportion of combined Net Sales of Products in each royalty tier above during the applicable a given Calendar Year. Year greater than [***] [***] (ii) For each SYNGAP1 Opt-Out Product, if the Opt-Out Party provided a Development Opt-Out Notice after the Initiation of the first Phase III Clinical Trial for such SYNGAP1 Co-Co Product and on or within [***] after the delivery of top line results from the first Phase III Clinical Trial of such SYNGAP1 Co-Co Product (meaning, the audited, quality-controlled tables, listings and figures, in reasonable and customary form, reflecting all results from such Clinical Trial) to the JSC: Portion of Net Sales in a given Calendar Year less than or equal to [***] [***] Portion of Net Sales in a given Calendar Year greater than [***] but less than or equal to [***] [***] Portion of Net Sales in a given Calendar Year greater than [***] but less than or equal to [***] [***] Portion of Net Sales in a given Calendar Year greater than [***] [***] (iii) For each SYNGAP1 Opt-Out Product after Stoke exercises a Commercialization Opt-Out: Portion of Net Sales in a given Calendar Year less than or equal to [***] [***] Portion of Net Sales in a given Calendar Year greater than [***] but less than or equal to [***] [**] Portion of Net Sales in a given Calendar Year greater than [***] but less than or equal to [***] [***] Portion of Net Sales in a given Calendar Year greater than [***] [***]

Royalty Rates. As further consideration for the rights granted to VYNE under this AgreementLicensee hereunder, subject commencing upon the First Commercial Sale of a Licensed Product in the Territory, on a Licensed Product-by-Licensed Product basis, Licensee shall pay to the remainder of this Section 8.3, AstraZeneca during the Royalty Term, VYNE shall make quarterly, non-refundable, except as set forth in Section 8.8, non-creditable Term a royalty payments to Tay on the annual Net Sales of all Products sold by or on behalf of VYNE, its Affiliates or Sublicensees each Licensed Product in the Territory during each Calendar Year at the applicable rate set forth in the table below. Solely following rates: (i) for the purpose that portion of calculating the applicable royalty rate set forth in the table below, “Products” shall be deemed to include both Products as defined herein and “Products” as defined in the Topical License Agreement, which are subject to royalties thereunder at the same tiered royalty rates. By way of example only, if in a given Calendar Year, there are aggregate Net Sales of Products (as defined hereunder) of such Licensed Product in the Territory during a Calendar Year less than or equal to [***] and aggregate Net Sales of Products (as defined in the Topical License Agreement) ], a royalty rate of [***]; CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, then MARKED BY [***], HAS BEEN OMITTED BECAUSE DERMAVANT SCIENCES LTD. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO DERMAVANT SCIENCES LTD. IF PUBLICLY DISCLOSED. (ii) for that portion of aggregate Net Sales of such Licensed Product in the Territory during a Calendar Year that are greater than [***] but less than or equal to [***], a royalty rate of [***] (iii) for that portion of aggregate Net Sales of such Licensed Product in the Territory during a Calendar Year that are greater than [***] but less than or equal to [***] a royalty rate of [***] shall attach to the and (iv) for that portion of such combined aggregate Net Sales under of such Licensed Product in the Territory during a Calendar Year that are greater than [***] and the a royalty rate of [***] shall attach to the portion of such combined Net Sales greater than [***]. For clarity, no royalties shall be payable by VYNE hereunder on Net Sales of Products (as defined in the Topical License Agreement), and payment of such royalties is governed solely by the Topical License Agreement. [***] [***] [***] [***] [***] 10% In the event that a permitted reduction under Section 8.3.3(a) and/or Section 8.3.3(b) applies, then the applicable royalty rate(s) for the portion of the Net Sales subject to the reduction shall be determined based on the overall proportion of combined Net Sales of Products in each royalty tier above during the applicable Calendar Year. [***]

Royalty Rates. As further consideration for the rights granted Subject to VYNE under this AgreementSection 4.4.3, subject Xxxxxxx will pay to the remainder of this Section 8.3, during the Royalty Term, VYNE shall make quarterly, non-refundable, except as set forth in Section 8.8, non-creditable royalty payments to Tay Nanobiotix royalties on the annual Annual Aggregate Net Sales of all Licensed Products sold by or on behalf of VYNE, its Affiliates or Sublicensees in the Territory during each Calendar Year at the applicable rate rates set forth in the table below. Solely for the purpose of calculating Such royalties will be paid on a Licensed Product-by-Licensed Product and country-by-country basis during the applicable royalty rate set forth Royalty Term for such Licensed Product in the table below, “Products” shall be deemed to include both Products as defined herein and “Products” as defined in the Topical License Agreement, which are subject to royalties thereunder at the same tiered royalty ratessuch country. By way of example only, if in a given Calendar Year, there are aggregate Net Sales of Products (as defined hereunder) a Licensed Product in a country occurring after expiration of [***] and aggregate the 57 Royalty Term for such Licensed Product in such country will be disregarded in the calculation of royalties. For that portion of Annual Aggregate Net Sales of Licensed Products (as defined in the Topical License Agreement) of [***], then the royalty rate of [***] shall attach such Calendar Year less than or equal to the portion of such combined Net Sales under [***] and the royalty rate of [***] shall attach to the portion of such combined Net Sales greater than [***]. For clarity, no royalties shall be payable by VYNE hereunder on Net Sales of Products (as defined in the Topical License Agreement), and payment of such royalties is governed solely by the Topical License Agreement. [***] [***] For that portion of Annual Aggregate Net Sales of Licensed Products in such Calendar Year greater than [***] and less than or equal to [***] [***] For that portion of Annual Aggregate Net Sales of Licensed Products in such Calendar Year greater than [***] 10% In the event and less than or equal to [***] [***] For that a permitted reduction under Section 8.3.3(a) and/or Section 8.3.3(b) applies, then the applicable royalty rate(s) for the portion of the Net Sales subject to the reduction shall be determined based on the overall proportion of combined Annual Aggregate Net Sales of Licensed Products in each royalty tier above during the applicable such Calendar Year. Year greater than [***] and less than or equal to [***] [***] For that portion of Annual Aggregate Net Sales of Licensed Products in such Calendar Year greater than [***] and less than or equal to [***] [***] For that portion of Annual Aggregate Net Sales of Licensed Products in such Calendar Year greater than [***] and less than or equal to [***] [***] For that portion of Annual Aggregate Net Sales of Licensed Products in such Calendar Year greater than [***] [***]

Royalty Rates. As In further consideration for the licenses and other rights granted to VYNE under this AgreementAcadia herein by Stoke, subject to the remainder of this Section 8.39.2(c), during the Royalty Term, VYNE Acadia shall make quarterly, quarterly non-refundable, except as set forth in Section 8.8, non-creditable royalty payments to Tay Stoke on the annual aggregate Net Sales of all Products Sales, on a MECP2 Licensed Product-by- MECP2 Licensed Product basis, sold by or on behalf of VYNE, its Affiliates or Sublicensees in the Territory at the applicable rate set forth in the table below. Solely for the purpose of calculating a given Calendar Year, calculated by multiplying the applicable royalty rate set forth below by such Net Sales. The applicable royalty rates set forth in the table belowbelow will apply only to that portion of the Net Sales during a given Calendar Year that falls within the indicated range. Net Sales of each MECP2 Licensed Product throughout the Territory will be aggregated for purposes of determining the royalty tiers and royalties, “Products” provided that if no royalty is payable on a given unit of MECP2 Licensed Product (i.e., following the expiration of the MECP2 Royalty Term for such MECP2 Licensed Product in a given country), then the Net Sales of such unit of MECP2 Licensed Product shall not be included in Net Sales for purposes of determining the royalty tiers and royalties due hereunder. All royalty payments, and associated reports, shall be deemed to include both Products as defined herein and “Products” as defined made in the Topical License Agreement, which are subject to royalties thereunder at the same tiered royalty ratesaccordance with Section 9.7(c). By way Portion of example only, if Net Sales in a given Calendar Year, there are aggregate Net Sales of Products (as defined hereunder) of [***] and aggregate Net Sales of Products (as defined in the Topical License Agreement) of [***], then the royalty rate of [***] shall attach Year less than or equal to the portion of such combined Net Sales under [***] and the royalty rate of [***] shall attach to the portion of such combined Net Sales greater than [***]. For clarity, no royalties shall be payable by VYNE hereunder on Net Sales of Products (as defined in the Topical License Agreement), and payment of such royalties is governed solely by the Topical License Agreement. [***] [***] Portion of Net Sales in a given Calendar Year greater than [***] but less than or equal to [***] [***] Portion of Net Sales in a given Calendar Year greater than [***] 10% In the event that a permitted reduction under Section 8.3.3(a) and/or Section 8.3.3(b) applies, then the applicable royalty rate(s) for the portion but less than or equal to ***] [***] Portion of the Net Sales subject to the reduction shall be determined based on the overall proportion of combined Net Sales of Products in each royalty tier above during the applicable a given Calendar Year. Year greater than [***] [***]